What He Needs
by shmalana
Summary: The Ponds are gone and the Doctor is alone again. Trying to fill in the empty space he decides to go on a journey. Little does he know the TARDIS will take over his journey and taking him not where he wants to be, but where he needs to be.
1. Chapter 1

**Ever since nine said something along the lines of "I'm glad I didn't take you to the Deep South" I have wanted him to have a companion who was from the Deep South. I've always thought it would be interesting to see how he would act around a Deep South kind of person. I know the show will probably never give him one, but I can give him one! I actually had a dream along these lines that is what really pushed me to write this. Also, people in the south appreciate a good bowtie. They wouldn't make fun of him.**

**I don't own anything Doctor Who**

The Doctor walked around the TARDIS, lightly running his fingers over the console. The Pond were gone, vibrant Amelia and loyal Rory were gone. He could only think of two other times that he had felt this alone. One was, of course, after the Time War when he finally realized that he was the only one left alive. The other time was after the Battle of Canary Wharf, walking away from the empty wall that led to the void after Rose had been saved by Pete and got trapped in the parallel universe. "Well old girl, it's just me and you again. Just a lonely mad man and his box once more." His hand rested on the controls as he looked around the room. "It's quiet around her now, too quiet."

The urge to be going somewhere overtook him suddenly, as it always did, and as if she felt the same way, the TARDIS hummed softly to him. His head popped up and with renewed energy he began racing around the console, pushing buttons, flipping switches, and pulling levers as he went. As the TARDIS shuddered to life he shouted, "Let's get going you sexy thing you. Take me somewhere fantastic. Take me somewhere brilliant. Take me somewhere that is going to be amazing!" He held on tightly, a smile plastered on his face and a mischievous glint in his eye, as they flew, shaking and rattling through time and space. Little did he know, the TARDIS was taking him exactly where he needed to be.

**DW**

Willow Landry was just a normal girl with a love for history who was extremely out of place at the moment. That wasn't to say that she hadn't always felt out of place, like she was meant to be somewhere else doing so much more with her life. Her mother had always chalked that up to teenage angst and her friends had always thought she just had her head in the clouds.

She felt out of place now though because she was literally very out of place at the moment. She was just a simple Southern girl, born and raised in the Deep South, who was now standing in the shadow of the Edinburgh Castle. She couldn't believe that she was actually here. She had been saving and waiting for this moment for the past four years of her college career, but she had been dreaming about this very moment for the past twelve years.

Ever since she was a little girl she had loved anything having to do with history. She could remember sitting in her father's lap as a little girl, running her fingers over pictures of battles as her father read to her about them. Then every night before she went to bed, after she had done her chores around the farm, her father would tell her stories about glorious battles, magnificent castles, and honorable knights, filling her head with images of swordfights and the smoke of a great battle.

Her father died when she was ten and for weeks she would lock herself in his study taking in the familiar smell and pouring over the history books that filled the shelves. She had thought that if she stayed in there long enough that maybe her father would come back through the doors, put her in his lap, and read the stories to her, but he never did. Once she finally realized that he really wasn't coming back, she began asking her mother about him. When she was told that her father had never actually been to most of the places that he had told her about, she made up her mind to go to those places for him. So every summer her and her mother would go on vacation for a week, leaving the farm under the watchful eye of her uncle, and they would visit different battle sites scattered around America.

As soon as she saw the flyer advertising the annual study abroad trip to Europe where students learned about Europe's history by visiting castles and famous battle sites she knew she had to go. She got two jobs and started saving every penny that she could. Four years later, after scraping together all of the money she could possibly save, she had finally made it. She was finally standing in the place her father had once talked about so dreamily.

She looked up at the magnificent piece of architecture before her. The building before her had been around during the Wars of Scottish Independence and the Jacobite Rising, some of her father's favorite things to tell her about. She held onto the locket her mother had given her that contained a picture of her father, he was smiling down at her as a baby in the picture, and she sighed. "We finally made it Pops. We are finally here."

**DW**

The TARDIS jerked slightly as she materialized and the Doctor straightened his bowtie. "Let's see where we are old girl. Oh I do love a good surprise!" He casually opened the doors and peeked out. "This looks familiar. When and where are we I wonder?" he asked himself, thinking aloud. "Scotland, hmm, yes definitely Scotland. Around 2013 and it's a Monday. Oh nothing good happens on Mondays. I thought you knew that. Did you miss where we were actually going?" He asked the TARDIS gently, stroking her doorframe. This earned him a whirring response, a very annoyed sound. "Oh alright then! I trust you!" He threw his hands in the air in surrender. "Well, since we are here we might as well go see how much things have changed in the past 500 years."

Finally he exited the TARDIS, looking over his shoulder out of habit to see if the Ponds were following. Then he remembered they were gone and turned to look in front of him with a sad sigh. Looking around, he spotted the castle looking above him and knew exactly where he was. "Ahh, Edinburgh! I can't remember the last time I was in Edinburgh." Hand in his pockets; he strolled up the path that led to the tourist entrance of the castle.

He reached the door and flashed his psychic paper at the woman sitting behind the desk. She nodded and waved him through. It was only after he passed her that he looked down to see what the paper said. "Head electrician, hmm, looks like they are having some trouble with the light around here." He turned around quickly and went back to the desk. "Excuse me, but I seem to be a bit lost. Would you mind telling me where exactly it is that my services are needed."

The woman sighed and looked up at him, "They've been having problems with the lighting over by the Empty Knights section."

"And what kind of problem is it again? Sorry." He leaned forward to get a better look at her name badge, "Nan, sorry. I'm a bit scatter brained today" he waved his hands about his head to show how truly scatter brained he was.

Nan roller her eyes at him and sighed again. "The lights… they've been flickering."

The Doctor smacked himself on the forehead. "Ahh the lights! That's what it was!" He smiled charmingly at the woman behind the desk. "Well thank you Nan, you have been ever so helpful today. Keep up the good work. I'll be off now, to the Empty Knights section." Turning swiftly he headed away from the desk. "Empty Knights?" He murmured to himself.

Walking down the hallway, the Doctor looked around, trying to locate the mysterious Knights. Just ahead of him he saw a girl, with black hair that hung just above her shoulders, standing in the artificial glow of a flickering light bulb. She was staring at whatever was tucked in the nook built into the wall with a look of complete wonder on her face. As the Doctor walked closer to her, he could see a plaque become visible on the wall above the girl's head and it read "The Empty Knights: 1746".

He stood next to her, not yet looking at the exhibit in front of him. "Excuse me?" As he spoke he seemed to break her out of a trance. She turned to look at him, hair swinging, mouth slightly open, and a pair of the most startling light green eyes seem to stare into his soul as she looked at him.

"Yeah?" she responded, revealing a bit of a southern twang in just that one word, face still stuck in the deer in the headlights look she had had since she looked at him.

Still slightly taken aback, causing an awkward pause before he continued. "Well I was wondering if you could explain the Empty Knights to me? I've never heard of them surprisingly. I know quite a bit about history you know." He said this last bit proudly sticking his chest out a little and rocking onto his heels. He caught a glimpse of the exhibit before them out of the corner of his eye and could discern that it was a tapestry. "I'm the Doctor by the way." He said, sticking out his hand to her for her to shake.

**DW**

Willow was enthralled by the tapestry that was in front of her. It told the story of the Empty Knights, one of her father's favorite stories that he used to tell her. She was going over the story in her head when she heard the sound of a clearing throat next to her and a very British voice trying to get her attention. She turned to look at him, Momma did always tell her to make eye contact when you talked to someone because it made them trust you, and her heart skipped a beat when she saw the man before her. He was a good head taller than her and had some of the most soulful eyes she had ever seen. His face was so young, but his eyes looked like the eyes of a 90 year old man. Those chocolate brown eyes looked like they had seen more than anyone else in the world. He also had this air about him that just exuded loneliness. Before she seemed like a complete fool for staring so long she said the one thing she could say at the moment. "Yes?"

She heard him ask if she could explain the Empty Knights to them. Then he said something about how he knew a lot about history. He had already gotten her attention when he asked her about the Knights, but any man who claimed to know a lot about history got brownie points in her book. Then he introduced himself as the Doctor, just the Doctor, how weird. She saw his outstretched hand and took it shaking his hand. "I'm Willow, Willow Landry."

She smiled brightly at the man in a tweed jacket, suspenders, and bowtie before her. She did like that bowtie quite a bit. It reminded her of Thursdays on campus when the pledges in the fraternities had to dress up and wear their bowties and blazers. "Well the story of the Empty Knights was thought to be a myth for quite a while until they found the armor in a locked room of the castle. It's said that in 1746, right after the end of the Jacobite Rising, a star fell from the sky into one of the fields near the castle. The city was still up in arms, so when they felt the ground shake and saw the horizon light up they panicked. The soldiers went out to the field and found a deep hole in the ground with something bright glinting at the bottom. They couldn't see any signs of life so the men began filling in the hole. Unknown to them, there had been something alive in that hole that had gotten away before the men had gotten there." Willow ran her hands through her hair, getting caught up in the story she had heard so many times as a child.

"Days later the hole was filled in and people in the village had started to go missing. The soldiers went back out to the field where the hole had been and suddenly they heard a sound that they had never heard before. The only thing they had to compare it to was the sound of a cannon ball exiting the cannon. On the edge of the field they saw the figure of a man who seemed to be wearing a suit of armor. The man approached the group of soldiers and since the men were frightened by the approach of unknown person they struck out at him immediately. They couldn't even lay a finger on the man until the farmer came riding up on his horse with an axe. The armored man was so distracted by the soldiers in front of him that he didn't see the swinging axe that decapitated him. At the same time a soldier pulled out his sword and stabbed the armored man in front of him, finishing him off. There were many casualties that day, including the farmer who decapitated the metal man and the soldier who stabbed him." She knew that was supposed to be one of the dramatic parts of the story so she paused for effect, staring off into the distance.

"All the men that were killed by the armored man seemed to look like they had been cooked in a way and they smelled of cooked meat. The Soldiers found more of the armored men laying in the woods, but there was no sign of life in any of them. The armored men were put into storage in the castle and everything was pretty much forgotten about except for the occasional whispering about armored knights who didn't have any bodies in them. About a hundred years ago the armored men were found in storage, along with the tapestry that had been woven just after the event. Once everything was recovered the people who remembered the stories began telling them again and the empty suits were dubbed the Empty Knights and put on display for all of Edinburgh to see."

The Doctor seemed a bit stunned. Maybe he hadn't expected her to know all that she knew about those specific events. "Pops used to tell me the story before I went to bed when I was little. It was our favorite." She explained.

**DW**

The Doctor cleared his throat yet again. He really hadn't expected knowledge of the story that was that in depth. "Well, you and this Pops of yours really do know your history then don't you? You knew all about something I haven't even heard about and that almost never happens." He rubbed his chin in thought, mumbling to himself, "That really never happens." He turned back towards the tapestry while he thought to himself and then something caught his eye. He leaned in for a closer look at the tapestry. "No." he muttered to himself. "No it can't be. No no no no no!"

He barely registered Willow asking what was wrong. She had to ask him multiple times before he even responded and even the all he said was one word, "Cybermen."

**Yes I know this chapter was extremely long so thank you if you made it all the way through. I just couldn't see a good place to end it before where I did end it. I also apologize for the lack of dialogue, but as usual with my stories, the first chapter is usually more introducing the characters and not a lot of talking. There will be tons of dialogue later so don't you worry. I really hope you guys enjoyed this weird little idea that I had. Please review I love hearing your opinions! Also if you have any requests for aliens, monsters, just all around bad guys please send me a message or mention it in a review and I will do my best to include them.**


	2. Chapter 2

"Cyber what?" Willow asked, following after the man who said his name was just the Doctor. Why was she following him anyways? He was probably crazy and planning on chopping her up with a hacksaw. For some reason though she felt drawn to him, despite the fact that she felt like he was probably dangerous, like a moth is drawn to a flame. "Cyber what?" she asked again, growing impatient.

The Doctor was still walking briskly in front of her, waving around something that looked like a light up pen that made a sound like a cloud of gnats or mosquitoes in the summer. She picked up her pace, knowing that each step brought her closer to a possible lunatic. "Excuse me Doctor." He continued to ignore her, which just pushed Willow over the edge. "Aw hell no." she muttered, pushing up her sleeves and reaching out to the Doctor. "You are not ignoring me mister. No way am I allowing that."

She grabbed the collar of his jacket and stopped moving, jerking the Doctor to a stop, obviously startling him. He whipped around to face her, eyes wide and the little wisps of eyebrows that he had were raised so high that they were practically in his hairline. He opened his mouth like he was going to say something, but Willow silenced him by putting a finger to his lips.

"Shh, I'm gonna talk and you are gonna listen mister. You are not going to ignore me." She could tell that he was not used to being talked to in such a manner so she took advantage of his silence. "When I take my finger off your lips you are going to answer three questions for me. Nod if you understand." He nodded.

"Ok, one, who are you really? The Doctor isn't a name. Two, what the hell are cybermen? And three, what is it about these cybermen that has you running around like a chicken with its head cut off?" She looked at him straight in the eye as she finished. "Now I'm gonna take my hand away and you better give me a straight answer. I don't take kindly to people lying to me."

Slowly, she took her finger away, watching him closely. Even with her finger gone he was quiet, like he wasn't quite sure what to say. "Well, go on, spit it out." She urged.

Finally, the Doctor opened his mouth again and Willow leaned forward in anticipation of the answers that were soon to come.

**DW**

It couldn't be. How could they be here? How had they just popped up in history like that without him noticing? Had he really been that distracted? Granted he had been very busy recently and the cybermen hadn't exactly been wreaking havoc while they were here. Still he needed to figure this out.

He changed the settings on the sonic and began walking briskly towards the rest of the exhibit, scanning as he went. He was so absorbed in what he was doing and had completely forgotten that the girl named Willow Landry was even there. It wasn't until he was jerked to a stop by a firm grip on the collar of his jacket that he even remembered she was there.

He turned around quickly, shocked and about to say something clever when she silenced him with a finger over his lips. Who was this girl? She was fiery and she had a determined glint in her eyes as she laid down what she needed to know. There was an air about her that reminded him vaguely of a mix of Donna Noble and Amelia Pond. She knew what she wanted and she was going to get it by whatever means necessary.

"Well I am the Doctor. That really is my name; it's what people call me. I even have a name badge somewhere that says 'The Doctor' on it," he began. "Next, cybermen are a race of cybernetically augmented humanoids that are completely void of emotion. Their one purpose is to 'upgrade' everyone who isn't like them and dispose of the ones who oppose the upgrade."

Willow looked confused for a moment. "I know what humanoid means, but cybernetically augmented, what is that exactly?"

The Doctor scratched his head, thinking of a simpler way to explain and then it came to him. "Cyborgs! You know what a cyborg is right?"

"Of course I know what a cyborg is. I don't live under a rock. They are part human, part machine."

"Exactly. They have human brains that control the mechanical bodies."

"Ok, well what I don't understand now is why you are stressin' so much about these things. I mean they've been dead for almost 300 years. What are they going to do?" Willow looked around as if, despite her calm attitude, she was worried something was going to sneak up behind her.

"Unless the cybermen have been taken care of in the proper way, they will always be a threat. All it takes is a few functional individuals and they could convert the whole world." He shook his head, remembering the times that had almost happened. "I need to see where they are to find out what is going on around here. The flickering lights could mean that they have been slowly stealing power and storing it until they have enough to begin the invasion. I've seen that happen before."

He watched Willow as her eyes widened. "Invasion?" she questioned. "You mean these things are going to wake up and take over? How can that happen? I mean, it's all good fun to pretend that aliens are real and believe that there is something else out there, but that's just crazy talk to say aliens are real for real!" She ran her hands through her hair, looking distressed. The Doctor was about to say something else when her head popped up again. "You said you have seen this happen before. How has this happened before without the whole world knowing about it?"

"People believe what they want to believe when it comes to the unexplainable." The Doctor said softly. "No one really heard about the last time that this happened because I stopped it before the cybermen could do any serious damage. The people who knew about the cybermen either won't talk about it or they are dead, I couldn't save them all."

Willow's features seemed to soften a little when she heard the last part of what he said. She laid a hand on his arm and looked up at him. "I'm sure you did everything you could to save them."

"But I don't always save everyone. That is the point. You really should go. Get as far away from here as you can. It isn't safe around these creatures and it isn't safe to be around me." The Doctor said this forcefully, willing her to go and get herself to safety.

**DW**

Willow couldn't believe what she was hearing. The Doctor was telling her that there was a possibility of an invasion? The only kind of invasion she had ever experienced was three summers ago when the attic at the farm house was invaded by a family of raccoons. This was something completely different though. An alien invasion, she felt like she had been stuck in the middle of one of those poorly funded Syfy movies her mother loved to watch at home.

The man in front of her claimed to have dealt with this kind of invasion before though. He seemed so sad when he talked about it, claiming that he hadn't been able to save anyone. The sad look in his eyes made her want to hug him and tell him that everything was ok, but she settled for placing a hand on his arm gently and telling him that he had surely done his best, trying her hardest to put as much comfort into that one simple gesture as she could.

Her mind was racing as she heard him tell her to go and get away from this place. That it wasn't safe for her to be there. She wrapped her arms around herself, unable to decide between fight or flight. She had always been a fighter, but this was a whole lot bigger than hitting some bullies on the playground at school when she was little; or standing up to the bitchy popular girl at school who thought everyone was beneath her. These were aliens, people could die. _She _could die. Was she really going to let the Doctor go up against these aliens alone though? Could she really turn away from this?

_Cybermen are just like bullies, just on an intergalactic scale I guess. I can handle that._ She knew that her father would want her to stick up for those who couldn't stick up for themselves and after realizing that the decision was made. She was going to help the Doctor, despite the fact that she was so nervous she thought she might pass out. She set her jaw, looked him in the eyes and told him, "No, I'm not going to go. If people are going to be in danger then I want to help. Maybe if you have help then you can save everyone. Asking you to take care of all of this all on your own isn't fair. I'm going to help you whether you like it or not."

**I hope you guys enjoyed the chapter! I just want to go ahead and let everyone who is following the story that it may be a little while before the next update because I have some tests this week and a bunch of sorority stuff coming up. I will update as soon as I can. Thank you so much for reading and reviews are always welcome, I really want to know what you guys think of the story!**


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